Changing the Partnership Agreement
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Changing the Partnership Agreement We need to change a line in our club's Partnership Agreement and we have added two more partners since it has been signed. I would assume that if we add an admendment we will need to have everyone sign it. If that is so, then we might as well sign a new agreement. Below is the beginning of our current agreement. How do I word the updated agreement? Do I change the effective date or add an admended date? This AGREEMENT of PARTNERSHIP, effective as of March 15, 2008, by and between the undersigned, to wit: (Our founding Club partner's names) NOW, THEREFORE IT IS AGREED: ... Thank you, John John: First, your question regarding whether the new members need to sign the partnership agreement. You should have a document that is signed by each new member at the time of joining in which he/she acknowledges receipt of a copy of the partnership agreement and any amendments, and agrees to be bound by its terms. This document adds the new partner to the partnership without the new partner having to sign the partnership agreement. If the two new members who did not sign the original partnership have not signed such a document, they should do so. Second, your question regarding whether all partners need to sign a new partnership agreement to change only a line or two in your partnership agreement. Your partnership agreement should have provisions that set forth the process for amending the partnership agreement. For example, my club’s agreement requires special notice in advance of the meeting where the amendment is going to be voted on and requires a super majority to approve the change. Amendments made in accordance with the procedures specified in the partnership agreement do not require the signature of the partners. The written record of the change is contained in the minutes of the meeting where the amendment is approved. However, for ease of keeping track of amendments, we prepare an extract of the minutes of the meeting where an amendment is approved and attach it to the partnership agreement. The extract includes the following items: The date when the meeting where the amendment was approved occurred and that it had the proper quorum; Statement that the proper notice of the meeting was given to the partners; Set forth the motion to amended language of the partnership agreement verbatim; and Statement containing the number of votes cast for and against passage of the amendment The document is signed by the President and attested to by the Secretary. Third, after sixteen years, our partnership agreement had so many changes that it was becoming difficult to read. We then created a new document that incorporated all of the previous amendments. We were careful to have an introduction that explained that the partnership’s creation date remained in 1988 and that this document was a restatement of the partnership agreement as it had been amended from time to time. All of the persons who were partners at that time signed it. Partners who joined subsequently have just signed the document that I described in the first paragraph. Standard Disclosure: You should of course follow the provisions of your specific partnership agreement and the laws of the state in which your partnership is organized pertaining to partnerships. I hope this information helps you decide how to handle the changes you propose. Jack Ranby John Rice wrote: > We need to change a line in our club's Partnership Agreement > and we have added two more partners since it has been > signed. I would assume that if we add an admendment we will > need to have everyone sign it. If that is so, then we might > as well sign a new agreement. Below is the beginning of our > current agreement. How do I word the updated agreement? Do > I change the effective date or add an admended date? > > This AGREEMENT of PARTNERSHIP, effective as of March 15, > 2008, by and between the undersigned, to wit: > > (Our founding Club partner's names) > > NOW, THEREFORE IT IS AGREED: ... > > > Thank you, > John We leave the "effective date" the same and add a Revised Date in the footer. This only happens when there is a change in the document. For a new partner, we provide them with a copy of the agreement and they add their signature to our master copy with the current date next to their signature. --Sandy Women's Investment Network John Rice wrote: > We need to change a line in our club's Partnership Agreement > and we have added two more partners since it has been > signed. I would assume that if we add an admendment we will > need to have everyone sign it. If that is so, then we might > as well sign a new agreement. Below is the beginning of our > current agreement. How do I word the updated agreement? Do > I change the effective date or add an admended date? > > This AGREEMENT of PARTNERSHIP, effective as of March 15, > 2008, by and between the undersigned, to wit: > > (Our founding Club partner's names) > > NOW, THEREFORE IT IS AGREED: ... > > > Thank you, > John I forgot to add that in the case of a revision to the documents, we do have all members sign and date their signatures again. We have all previous copies in archives. Sandy Proesch wrote: > We leave the "effective date" the same and add a Revised > Date in the footer. This only happens when there is a > change in the document. For a new partner, we provide them > with a copy of the agreement and they add their signature to > our master copy with the current date next to their > signature. > > --Sandy > Women's Investment Network > > John Rice wrote: > > We need to change a line in our club's Partnership Agreement > > and we have added two more partners since it has been > > signed. I would assume that if we add an admendment we will > > need to have everyone sign it. If that is so, then we might > > as well sign a new agreement. Below is the beginning of our > > current agreement. How do I word the updated agreement? Do > > I change the effective date or add an admended date? > > > > This AGREEMENT of PARTNERSHIP, effective as of March 15, > > 2008, by and between the undersigned, to wit: > > > > (Our founding Club partner's names) > > > > NOW, THEREFORE IT IS AGREED: ... > > > > > > Thank you, > > John |
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